PFAS-Era Environmental Indemnities: Drafting the Risk Transfer and Recovering When the Indemnitor Files Chapter 11

Brittany Barrientos, Partner | Stinson LLP

Brittany Barrientos is a Partner at Stinson LLP in Kansas City, where her environmental, health and safety practice spans the regulatory, transactional, and litigation spectrums. She is closely engaged on emerging issues surrounding PFAS and 1,4-dioxane, and she counsels clients on environmental matters during the diligence phase of real estate and corporate transactions and through implementation after closing. She is especially well suited to this program: she handles environmental diligence in acquisitions and sales of manufacturing facilities, brownfields, and pipelines, follows PFAS regulation closely, and has written firm alerts on the CERCLA designation of PFOA and PFOS, bringing a deal-side perspective on how regulatory change reaches existing agreements.

• Education & Credentials

Ms. Barrientos earned her J.D. from the University of Missouri in 2009 and her B.A. in Journalism from Texas Tech University in 2005. She is admitted in Missouri (2009), Texas (2010), Kansas (2024), and Iowa (2025), and before the U.S. District Court for the Western District of Texas (2026).

• Recognition & Leadership

Ms. Barrientos was selected in 2026 as a Fellow of the American College of Environmental Lawyers. She has been recognized in Chambers USA from 2023 through 2026 and named to The Best Lawyers in America list from 2023 through 2027. Missouri Lawyers Weekly placed her on its Environmental and Energy Law “Power List” in 2022 and 2023. She was also named to Ingram’s 40 Under Forty (2020) and the Missouri Pro Bono Wall of Fame (2017–2022).

• Professional Involvement

Ms. Barrientos has served on The Missouri Bar’s Environmental Law Committee since 2009. She is a 2017 Fellow of the Leadership Council on Legal Diversity, a board member of the Diverse Attorney Pipeline Program, and a founding board member of The Beacon. She contributed the chapter on environmental considerations with respect to real property to the Missouri Practice Series volume on Real Estate Transactions (2020).

• Experience

Ms. Barrientos counsels clients on the environmental side of real estate and corporate transactions, from diligence through post-closing implementation. Her deal work spans acquisitions and sales of manufacturing facilities, greenfields and brownfields, pipelines, warehouses, retail establishments, and financial institutions. She defends agency enforcement actions and has been called on-scene to guide internal and multi-agency investigations after spills and releases.

Sarah Lintecum Struby, Of Counsel | Stinson LLP

Sarah Lintecum Struby is Of Counsel at Stinson LLP in Kansas City, where her environmental practice centers on CERCLA/Superfund matters, site investigation and remediation, and cost-recovery and contribution litigation. She represents clients in administrative negotiations with EPA and state agencies and advises manufacturers, utilities, and municipalities on PFAS regulation and on PFAS risks in business and real estate transactions. She is especially well suited to this program: she has litigated CERCLA cost-recovery and contribution claims, negotiated cash-out settlements and performing party agreements in a $50+ million Superfund allocation, and advises on PFAS risk in transactions, bringing a cleanup-cost perspective on how responsibility for PFAS remediation is allocated, recovered, and enforced.

• Education & Credentials

Ms. Struby earned her J.D., magna cum laude, from the University of Missouri-Kansas City in 2013, where she served on the Law Review. She also holds a Master of Accounting and Information Systems (2005) and a B.A. (2004) from the University of Kansas. She is admitted in Missouri and Kansas and before the U.S. District Courts for the District of Kansas and the Eastern and Western Districts of Missouri.

• Recognition & Leadership

Ms. Struby was selected to the Super Lawyers Missouri and Kansas Rising Stars list in 2023 and named to the Missouri Lawyers Weekly Up & Coming Attorneys list in 2022. She authored “Considerations for In-House Counsel Before Testing For PFAS” for Law360 (December 2023).

• Professional Involvement

Ms. Struby has served on the Board of Directors of the Midwest Innocence Project since 2018. She speaks frequently on PFAS, including “You’ve Got PFAS. Now What?” at the REGFORM 2024 Missouri Hazardous Waste Seminar and “Navigating the PFAS Quagmire: Reporting Requirements, Product Bans & Litigation Trends” (2025).

• Experience

Ms. Struby represents a major cement manufacturer pursuing CERCLA and state tort claims over alleged groundwater contamination. She previously represented a group of aerospace, manufacturing, entertainment, healthcare, and technology companies in CERCLA and RCRA cost-recovery and contribution litigation against dozens of entities, obtaining partial summary judgment that led to millions of dollars in settlements. She also handled a successful allocation supporting a $50+ million Superfund cleanup. Her PFAS work includes counseling utilities on class action PFAS drinking water settlements and advising on EPA’s TSCA PFAS Reporting Rule.

SESSION 1 – Drafting Environmental Indemnities and PLL Coverage for PFAS After the CERCLA Designation | Brittany Barrientos | 2:30pm – 3:30pm

This session examines how to redline a 2019 purchase agreement’s environmental article against the now-upheld PFOA/PFOS CERCLA designation, testing its “Hazardous Substances” definition, its “Environmental Laws in effect at Closing” limiter, its Remedial Action definition, and its known-conditions carve-out. Attorneys will learn how to draft an emerging-contaminant definition, a regulatory-change reopener, and a PFAS special indemnity structured as a spend-first payment obligation with credit support built to survive the indemnitor’s later insolvency, how to read PLL quote terms for PFAS exclusions and sublimits, and how to move or preserve the seller’s historic occurrence-policy rights. Attendees will leave able to judge which legacy wording actually captures a substance designated after closing, with an annotated redline checklist and sample emerging-contaminant and reopener language.

BREAK | 3:30pm – 3:40pm

SESSION 2 – Protecting Environmental Indemnity and Cleanup Rights When the Indemnitor Files Chapter 11 | Sarah Lintecum Struby | 3:40pm – 4:40pm

This session examines the buyer-indemnitee’s position once the seller-indemnitor files Chapter 11 while the buyer, as current owner, faces a PFAS response order. Attorneys will learn how §502(e)(1)(B) applies after In re AE OpCo III (11th Cir. Apr. 15, 2026), when to spend remediation money so the claim stops being contingent, how to split incurred and future costs on the proof of claim, how to build the estimation record and address §502(j), where to object before a response-trust settlement cuts off contribution rights, and what a 363 sale order cannot do for a current owner. Attendees will leave with a decision tree for protecting the claim: claim type, contingency cure, objection points, and preservation of insurance rights.